STOCK TITAN

Keen Vision Acquisition (NASDAQ: KVAC) wins approval to extend SPAC deadline

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Keen Vision Acquisition Corporation (KVAC) obtained shareholder approval to amend its Investment Management Trust Agreement and charter, giving the SPAC the right to extend its business combination period up to four additional times, each for three months, from July 27, 2026 to July 27, 2027, by depositing $30,000 into the trust account for each extension.

KVAC issued an unsecured $30,000 promissory note to KVC Sponsor LLC on July 24, 2026 in exchange for the sponsor funding the initial extension payment; the note bears no interest, matures at the closing of a business combination, and may be converted into units at $10.00 per unit. The company filed its fifth amended and restated memorandum and articles of association on July 23, 2026. At the July 21, 2026 extraordinary general meeting, 5,227,979 of 5,506,521 entitled shares (about 95.85%) were represented, both the trust and charter amendments passed with 4,982,736 votes in favor, and 935,966 shares were tendered for redemption. KVAC has deposited the initial $30,000 to extend its business combination deadline to October 27, 2026.

Positive

  • None.

Negative

  • None.

Insights

Analyzing...

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Extension payments $30,000 per three-month extension Amount KVAC must deposit into the Trust Account for each extension of the Business Combination Period
Maximum extension period Four additional three-month periods Potential extensions from July 27, 2026 to July 27, 2027 for completing a business combination
Shares entitled to vote 5,506,521 ordinary shares Shares entitled to vote at the July 21, 2026 extraordinary general meeting
Meeting quorum 5,227,979 shares or approximately 95.85% Shares represented in person or by proxy at the extraordinary general meeting
Trust amendment support 4,982,736 shares FOR Votes in favor of amending the Investment Management Trust Agreement
Shares redeemed 935,966 shares Ordinary shares tendered for redemption in connection with the extraordinary general meeting
Promissory note principal $30,000 Unsecured note issued to KVC Sponsor LLC on July 24, 2026 to fund the extension payment
Conversion price $10.00 per unit Price at which the sponsor’s promissory note may be converted into units identical to IPO units
Investment Management Trust Agreement regulatory
"Shareholders approved the proposal to amend KVAC’s Investment Management Trust Agreement"
A written contract that names who will run and make investment decisions for a trust’s assets, spells out their authority, duties, fees and how performance and risks will be handled. It matters to investors because it defines who is responsible for growing and protecting the money—like hiring a caretaker with a clear job description—and sets the rules and safeguards that affect returns, costs and how disputes or withdrawals are resolved.
Business Combination Period regulatory
"giving KVAC the right to extend the Business Combination Period up to four additional times"
memorandum and articles of association regulatory
"KVAC filed its fifth amended and restated memorandum and articles of association"
Memorandum and articles of association are the founding legal documents of a company: the memorandum sets out the company’s basic purpose and scope, while the articles act as its internal rulebook detailing how the company is run, who has what powers, and how decisions are made. For investors these documents matter because they define ownership rights, voting rules, limits on activities, and procedures for major changes—like a contract and rulebook that determine how their investment can be used and protected.
promissory note financial
"the Company issued an unsecured promissory note in the aggregate principal amount of $30,000"
A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.
tendered for redemption financial
"In connection with the shareholders’ vote at the Annual Meeting, 935,966 shares were tendered for redemption"

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What SPAC deadline flexibility did Keen Vision Acquisition (KVAC) gain?

KVAC gained the right to extend its business combination period up to four additional times, each for three months, from July 27, 2026 to July 27, 2027, by depositing $30,000 into its trust account for each extension approved by shareholders.

How many KVAC shares were redeemed around the July 2026 extension vote?

In connection with the July 21, 2026 shareholder vote, holders of 935,966 KVAC ordinary shares tendered their shares for redemption. These redemptions reduce the public float while remaining shareholders benefit from the extended business combination timeline.

What are the key terms of KVAC’s $30,000 promissory note to its sponsor?

KVAC issued an unsecured promissory note for $30,000 to KVC Sponsor LLC, bearing no interest and maturing at the closing of a business combination. The sponsor-funded note may be converted into units identical to IPO units at $10.00 per unit.

How did KVAC shareholders vote on the trust and charter amendments?

Both the trust and charter amendments received 4,982,736 votes FOR, 295,218 AGAINST and 25 ABSTAIN. These results met the required approval thresholds, allowing KVAC to implement the extended business combination period structure.

What quorum was achieved at KVAC’s July 21, 2026 extraordinary meeting?

At the July 21, 2026 extraordinary meeting, 5,227,979 of 5,506,521 ordinary shares entitled to vote were represented, about 95.85%. This high participation level established a valid quorum for approving the extension-related proposals.

When is KVAC’s new initial deadline to complete a business combination?

After depositing an initial $30,000 into its trust account, KVAC extended the deadline to complete an initial business combination to October 27, 2026. Additional three-month extensions remain available upon further deposits, subject to the approved structure.
false --12-31 0001889983 D8 00-0000000 0001889983 2026-07-21 2026-07-21 0001889983 KVACW:UnitsEachConsistingOfOneOrdinaryShareAndOneRedeemableWarrantToAcquireOneOrdinaryShareMember 2026-07-21 2026-07-21 0001889983 KVACW:OrdinaryShares0.0001ParValueMember 2026-07-21 2026-07-21 0001889983 KVACW:WarrantsEachExercisableForOneOrdinaryShareAtExercisePriceOf11.50Member 2026-07-21 2026-07-21 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

July 21, 2026

Date of Report (Date of earliest event reported)

 

KEEN VISION ACQUISITION CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

British Virgin Islands   001-41753   n/a
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

37 Greenbriar Drive

Summit, New Jersey

  07901
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (203) 609-1394

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one ordinary share and one redeemable warrant to acquire one ordinary share   KVACU   The Nasdaq Stock Market LLC
Ordinary Shares, $0.0001 par value   KVAC   The Nasdaq Stock Market LLC
Warrants, each exercisable for one ordinary share at an exercise price of $11.50   KVACW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 

 

Item 1.01. Entry Into a Material Definitive Agreement

 

Amendment to the Investment Management Trust Agreement

 

As approved by its shareholders at the extraordinary general meeting of stockholders held on July 21, 2026 (the “Extraordinary Meeting”), Keen Vision Acquisition Corporation (“KVAC”) entered into an amendment to the Investment Management Trust Agreement, with Continental Stock Transfer & Trust Company (the “Trust Amendment”) dated as of July 22, 2026. Pursuant to the Trust Amendment, KVAC has the right to extend the time for KVAC to complete its business combination (the “Business Combination Period”) under the Trust Agreement up to four additional times, each by a period of three months, from July 27, 2026 to July 27, 2027 by depositing into the Company’s trust account (the “Trust Account”) $30,000 for each three-month extension for all remaining public shares (the “Extension Payment”).

 

The foregoing description of the Trust Amendment is qualified in its entirety by reference to the full text of the Trust Amendment, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1, and is incorporated herein by reference.

 

Promissory Note

 

On July 24, 2026, the Company issued an unsecured promissory note in the aggregate principal amount of $30,000 (the “Note”) to KVC Sponsor LLC, the Company’s initial public offering sponsor (“Sponsor”) in exchange for Sponsor depositing such amount into the Trust Account in order to extend the amount of time it has available to complete a business combination. The Note does not bear interest and matures upon the closing of a business combination by the Company. In addition, the Note may be converted by the holder into units of the Company identical to the units issued in the Company’s initial public offering at a price of $10.00 per unit.

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws.

 

As approved by its shareholders at the Annual Meeting, KVAC filed its fifth amended and restated memorandum and articles of association (the “M&AA”) with the British Virgin Islands Registry on July 23, 2026.

 

The foregoing description of KVAC’s M&AA is qualified in its entirety by reference to the full text of KVAC’s M&AA, a copy of which is filed with this Current Report on Form 8-K as Exhibit 3.1, and is incorporated herein by reference.

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On July 21, 2026, KVAC held the Extraordinary Meeting. On June 24, 2026, the record date for the Extraordinary Meeting, there were 5,506,521 ordinary shares of KVAC entitled to be voted at the Annual Meeting, of which 5,227,979, or approximately 95.85% of the total outstanding ordinary shares of KVAC, were represented in person or by proxy; therefore, a quorum was present.

 

1

 

 

1. Trust Amendment

 

Shareholders approved the proposal to amend KVAC’s Investment Management Trust Agreement by and between KVAC and Continental Stock Transfer & Trust Company, dated as of July 24, 2023, giving KVAC the right to extend the Business Combination Period up to four additional times, each by a period of three months, from July 27, 2026 to July 27, 2027 by depositing into the Trust Account $30,000 for each three-month extension for all remaining public shares. Adoption of the Trust Amendment required approval by the affirmative vote of at least 50% of the outstanding shares. The voting results were as follows:

 

FOR   AGAINST   ABSTAIN
4,982,736   295,218   25

 

2. Charter Amendment

 

Shareholders approved the proposal to amend KVAC’s M&AA, giving KVAC the right to extend the Business Combination Period up to four additional times, each by a period of three months, from July 27, 2026 to July 27, 2027 by depositing into the Trust Account $30,000 for each three-month extension for all remaining public shares. The approval of the Charter Amendment Proposal requires a resolution of members under the M&AA, being the affirmative vote of a majority of the Company’s ordinary shares issued and outstanding and entitled to vote and which are present (in person or by proxy) at the Meeting and which voted on the matter is required. The voting results were as follows:

 

FOR   AGAINST   ABSTAIN
4,982,736   295,218   25

 

Item 8.01. Other Events.

 

In connection with the shareholders’ vote at the Annual Meeting, 935,966 shares were tendered for redemption.

 

KVAC has deposited the initial payment of $30,000 in the Trust Account, to initially extend the date by which the Company can complete an initial business combination by three months to October 27, 2026.

 

Item 9.01. Financial Statements and Exhibits

 

Exhibit No.   Description
3.1   Fifth Amended and Restated Memorandum and Articles of Association of KVAC
10.1   Amendment to the Investment Management Trust Agreement between KVAC and Continental Stock Transfer & Trust Company dated July 22, 2026
10.2   Promissory Note dated July 24, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: July 27, 2026 Keen Vision Acquisition Corporation
     
  By: /s/ WONG, Kenneth KC
  Name:  WONG, Kenneth KC
  Title: Chief Executive Officer

 

3

 

Filing Exhibits & Attachments

7 documents